This schedule (S5) applies when we design and build bespoke software for you, such as web applications, platforms, Power Apps and integrations between systems. It forms part of your Contract with our Customer Agreement and is used with a Statement of Work.
Key points
- Each build is defined by a Statement of Work, delivered in stages that you review as we go.
- You own the code we write specifically for you once you have paid for it in full.
- We recommend that software runs in cloud accounts you own.
- We fix defects reported within 30 days of acceptance at no extra cost.
- Ongoing support and maintenance is a separate service.
1. Statements of Work
1.1 Each software project is carried out under a Statement of Work. It sets out what we will build, how we will build it, the Deliverables, acceptance criteria, milestones and Charges. Our Professional Services Schedule also applies, including its change control and dependency terms. If this schedule conflicts with the Professional Services Schedule, this schedule applies. Clause 5.2 of this schedule replaces clause 6.2 of the Professional Services Schedule.
2. How we build
2.1 Unless the Statement of Work says otherwise, we work in short iterations. We agree a prioritised list of features with you and build and demonstrate them in stages. We adjust the plan through change control.
2.2 You name a product owner who can prioritise features, answer questions and review each stage on time.
2.3 We follow secure development practices, including peer review of code, managing secrets securely and testing against common vulnerabilities such as those in the OWASP Top 10. Independent penetration testing is not included unless the Statement of Work says so.
2.4 We design for data protection by default. We use anonymised or synthetic data for development and testing, unless you agree in writing that live data may be used and the Data Processing Agreement covers it.
2.5 We design user interfaces to the Web Content Accessibility Guidelines (WCAG) 2.2 level AA where the Statement of Work says so.
3. Environments and hosting
3.1 We recommend that your software, source code and data are held in cloud and code accounts that you own, such as your own Microsoft Azure subscription and code repository. You pay the providers' charges for those accounts directly unless your Order says otherwise.
3.2 If we host your software, our Hosting and Website Services Schedule or the hosting terms in your Order apply.
3.3 Third-party services your software uses, such as payment providers, mapping or messaging services and AI models, are Third-Party Products with their own terms and charges.
4. Source code and ownership
4.1 Code we write specifically for you is a Deliverable. You own it once you have paid for it in full, under clause 13.3 of the Customer Agreement.
4.2 Our reusable libraries, frameworks, templates and tools remain Saueglobal Materials. You receive a licence to use them as part of your software under clause 13.5 of the Customer Agreement.
4.3 Open-source components are licensed under their own licences, under clause 13.6 of the Customer Agreement. We keep a record of the main open-source components and their licences and give it to you on handover.
4.4 Where code is held in our repository during the project, we will transfer it to your repository, with its history, once the Charges for it have been paid in full.
4.5 Clause 18.1 of the Customer Agreement does not apply to code produced by AI tools.
4.6 If your software needs extra protection, such as a source code escrow arrangement, this can be agreed in the Statement of Work.
5. Acceptance and warranty
5.1 Deliverables are accepted under clause 9 of the Customer Agreement, by release or milestone as the Statement of Work sets out.
5.2 If you report a defect within 30 days after a Deliverable is accepted, we will fix it at no extra cost. A defect means a reproducible failure of the software to meet its acceptance criteria or specification. This does not cover problems caused by changes made by anyone other than us, third-party services, hosting environments we do not manage or use outside the agreed purpose.
5.3 Software is complex and we do not promise it will be free of all errors.
6. Support and maintenance
6.1 After the warranty period, support, maintenance, security updates and updates to third-party components are provided under a separate support agreement or at our then-current rates.
6.2 Without ongoing maintenance, software and its components become outdated and less secure over time. You are responsible for maintenance you have not asked us to carry out.
7. Handover
7.1 When a project ends, or the Contract ends early, we will hand over the code, documentation and access details for all work that has been paid for, under clauses 12.4 and 13.3 of the Customer Agreement.
7.2 Help with moving the software to another developer or host is charged under clause 12.3 of the Customer Agreement.